Rainbooms of the Forgotten Mind
by Prof. Yana
Summary: Twilight is fighting someone from her past she thought would never betray her. Rainbow Dash is fighting to forget someone from her past that already did betray her. Neither can win their battle alone. Maybe not alone, but together?
1. Prologue

Twilight looked up and down the empty hallways, taking in the sheer brilliance of it all. She could imagine it now, all of the genius she would encounter, all of the high-level mages she would meet. It all seemed so surreal. Just then, the door next to her opened, and a young unicorn walked out, with a look of shame on his face. He hurried away, and his parents soon followed. Twilight's vision quickly faded back into the harsh reality of things. If she failed the upcoming entrance exam, she wouldn't be allowed to attend. She wouldn't be taught by some of the most amazing unicorns around. None of it would happen, all of her dreams would fall apart.

"Okay, you can do this, Twilight," she muttered. Twilight took a deep breath, preparing herself. The classroom door opened and an older, grumpy looking silver unicorn stuck his head out.

"Are you a Ms. Twilight Sparkle?" he asked, peering down at her.

"Um, yes sir," said Twilight, meekly.

"Good, the entrance exam is about to begin. Get in here." The old unicorn walked back inside, then retook his seat with the other judges. Twilight gulped and followed. Inside were her parents sitting off to the side, a few rows of desks in the back, which a few in the highest row sat the judges, and a line of windows in the front. Her brother had tried to be there, but he had his own royal guard classes to attend. Twilight's parents smiled fondly at her.

"Welcome to Princess Celestia's School for Gifted Unicorns," said one of the judges. "As you know, you are here for the entrance exam. If you fail, you will not be allowed to attend this establishment, and you will not be nurtured into the pony you aspire to be, as stated in your registration papers. Furthermore, your family will get no refunds should you fail this test. Do you understand?" she asked. Twilight gulped and looked at her parents pleadingly, and they smiled in return.

Twilight took a deep breath. "Yes... I understand."

"Very well," said the judge. "Then we shall begin." His horn glowed, and the classroom door creaked open. Time seemed to slow as Twilight watched it open, inch by inch, very slowly. As it slid across the rough floor, Twilight could only imagine what lay on the other side, and whether it be a monster, or a mere logic puzzle, she did not know. What she did know, however, was that her nerves were failing her. Twilight's breathing quickened and her eyes widened. All of her muscles clenched tight. And finally, after what seemed like an age, the large wooden door was finally open.

Much to Twilight's surprise, a young earth pony walked in, pushing a small wooden cart with a purple spotted egg. The old cart creaked a little as it came to its resting place next to her. He backed away out of the room. The door shut behind him, much quicker, it seemed, than it had opened.

"Your test is to hatch this dragon egg," said the judge. "If you succeed, you shall be granted admission into our fine school, and all of the privileges that come with it. Are you ready to begin?"

Twilight gulped. "Y-yes."

"Very well, please begin," said the judge, as they all picked up their clipboards.

All Twilight had to do was hatch a dragon egg. A simple dragon egg. _I-I read up on this before, didn't I? _she thought. _They usually don't hatch until they're super-heated by their mothers, therefore they can stay in their eggs indefinitely. In a unicorn's case...you have to charge it with a large amount of arcane energy... _Twilight couldn't do that, she had barely ever let off half of the required energy before. And even then it was an accident, Twilight doubted she could recreate it if she tried.

"Well, Ms. Sparkle?" asked a female judge, which immediately reminded Twilight of the outcome if she failed. Twilight laughed hesitantly. The judges wrote something down on their clipboards. Twilight realized that the longer she waited, the worse the judges thought of her, which in turn meant her chances on getting in to the school were quickly diminishing. She closed her eyes and concentrated on getting the energy into the egg. Twilight grunted in exasperation, and then a spark came out. Only a spark; nothing else. She tried again, but not even a spark this time.

"We don't have all day, Ms. Sparkle," said the female judge. Twilight's resolve was quickly dissipating, and she began panicking. She ran around to the other side of the cart and tried again, and once again nothing happened. Twilight tried from all angles, hoping for some sort of miracle, hoping for something to save the day. Time was running out, she was sure they would ask her to give up, she was sure they'd ask her to leave.

Twilight closed her eyes one last time and concentrated. She cleared her mind of everything but the magic she was attempting. She felt the magic welling up inside of her horn, itching to be released. Twilight felt confident in this one, she felt it might work this time. But something was wrong, she felt fear start to creep up her spine.

_You can't win. You're nothing but a phony, _Twilight imagined the judges saying to her. She imagined them laughing her out of the building and telling her to leave Canterlot, because they would convince Princess Celestia to banish her forever.

Twilight attempted to push the thoughts out of her mind, but the damage was done, she couldn't complete the spell. Twilight put all of her might into finishing it, but merely a few sparks came out. She fell on her face.

Twilight sat back up and sighed. "I'm sorry I wasted your time..." she said. The judges wrote on their clipboards again as Twilight sulked over to the window, to look down at the view she would never experience again. She looked up at the castle and imagined the princess she would never meet. Just then, behind the tall castle spires, a large explosion blasted its way through the midday sky. It was a magnificent display of the entire spectrum of colors. A few seconds later, Twilight heard a loud boom that shook the whole building.

Twilight suddenly felt powerful magic surge through her body, stronger than she had ever felt. It was beginning to overwhelm her; she needed somewhere to release it. Twilight aimed it at the dragon egg, hoping it would be enough. The egg hovered in the air for a moment, then hatched, revealing an adorable purple baby dragon. But it wasn't enough to stop Twilight's magic. It couldn't get out of her horn quick enough and it started leaking downward, into her mind. It quickly took over her body.

Twilight involuntarily lifted the row of judges into the air, with looks of terror mixed with surprise on their faces. Twilight's magic then turned her parents into a potted plant and a cactus. And then, without anything else to aim at, her magic aimed itself at the newborn dragon. The baby dragon grew to an enormous height, breaking through the ceiling easily.

With no more targets, Twilight's magic started going even more wild. It began randomly flipping over desks. It shattered the entire front line of windows. It opened and slammed the door, breaking the frame.

Suddenly Twilight felt a hoof on her shoulder. She turned to see who it was and was greeted with the face she least expected to see. Princess Celestia's. The princess' loving gaze brought Twilight back to her senses, stopping the outflow of magic.

Twilight's stomach dropped and fear took over her mind. She imagined what the princess would do to her. First, the princess would lock her in the dungeons. Second, they would lock iron shackles around her horn, so she could never use magic again. Third, after years in the dungeons, they would banish her from Canterlot and even all of Equestria forever.

"Twilight Sparkle," said Princess Celestia.

"Oh, I'm so sorry, I didn't-"

"You have a very special gift. I don't think I've ever come across a unicorn with your raw abilities," said the princess. What she said didn't immediately register in Twilight's head. Though she didn't understand completely what the princess had said, she did realize she had to respond, so she said the first word that came to her head.

"Huh?"

The princess seemed unfazed. "But you need to learn to tame these abilities, through focused study." Twilight's mind was now beginning to comprehend what the princess was saying. Once again, she realized she needed to respond.

"Huh?"

"Twilight Sparkle, I'd like to make you my own personal protégé here at the school." Twilight understood that, and quickly began to think of a response that truly reflected her feelings.

"Huh?!"

Twilight looked over at her parents, asking their permission to accept this once in a lifetime offer. They nodded their heads vigorously.

Twilight jumped a few feet in the air. "Yes!" she yelled.

"One more thing, Twilight." Twilight didn't understand what was going on. The princess had just made her her personal protégé, right? What more was there to say?

"More?" Twilight asked, as she fell from the air and onto her stomach. The princess indicated toward Twilight's flanks. She looked around, to see what the princess was pointing at, and sitting there on her flank was her cutie mark.

She had done it. Twilight had finally obtained her cutie mark. And also on the same day had gotten into her dream school and even got to become the princess's personal protégé.

"My cutie mark!" Twilight began excitedly saying yes and jumping in circles around the princess. Around Princess Celestia. Twilight's personal teacher. Twilight couldn't believe it.

The rest of the day passed by in a flurry of congratulations, special treats, and of course, boring paperwork regarding the school. It ended with a magnificent party, after which Twilight was forced to go to bed.

Lying in bed, attempting to calm down after such an eventful day, Twilight realized what had made all of this possible, or at least what she assumed to be the case. She had the rainbow explosion to thank. She decided she should find the pony that caused it, should they still be alive after being likely at the epicenter of it, and personally thank them. Of course she had no idea where to begin, or even if she would have the time, but she told herself she would find them nonetheless. Twilight nodded off to sleep, with dreams of her new life taking over.

* * *

**This is only the prologue.  
**

**Pre-read/edited by Daetrin and Rainbow Skywalker**


	2. Chapter 1

Twilight waited patiently for Rainbow Dash to get back from flying Applejack across the gap. Twilight and her friends were in Cloudsdale to support Rainbow in the Best Young Flyers competition, and while they were quite happy about it, not actually having wings was presenting its problems. For example, Cloudsdale was built by pegasi for pegasi, so naturally there weren't many flat areas where one could simply walk about. This meant that there were times when those of her friends without wings would need to be flown across wide gaps. This was one of those times.

Twilight took a deep breath, steadying herself, calming herself. She made sure not to look over the edge of the cloud and down the large, empty gap to the hard earth below. Where even the tall hills looked like small bumps scattered about the land. Twilight shivered.

"Hey!" called Rainbow Dash as she neared the edge of the cloud. "You know, I really wish I could'a shown you around more." Rainbow fluttered above the cloud for moment to steady herself, then landed. "Hey, are you okay?" she asked, eyeing Twilight. "You don't look as... awesome as usual."

"Yeah... Heh heh, I'm fine." Twilight took another deep breath, once again calming herself.

"All right, if you say so. Well, come on then, our friends are waiting." Rainbow took off and flew in a circle around Twilight, in order to pick her up. Twilight braced herself. She felt hooves underneath her forelegs, grabbing her. Before she knew it she was in the air, with the wind flying through her hair and everything passing by in a slight blur. The very safe cloud Twilight had been standing on was soon behind them, and the Cloudsdale Cloudosseum loomed ahead. Twilight could see her friends waiting on the other side, which momentarily reassured her.

But, as with all good things, it came to an end far before Twilight felt it should. She made the mistake of looking down. She inwardly cursed her curiosity for it. From up there, the ground seemed so far away. It seemed far enough away that you could just fall for minutes before hitting it. Far more than enough time to realize that your death is upon you, have your life flash before your eyes, say your final goodbyes, and then just wait for the ground to finally arrive, ending your suffering. Twilight imagined it akin to watching a train wreck, seeing the impending fate, but not being able to stop it.

Soon Twilight realized that her eyes were again closed and that her muscles were clenched tight. Rainbow Dash didn't seem to have noticed. In fact, the other side of the gap didn't seem very much closer than before. It seemed that the flight was happening agonizingly slowly.

And then Rainbow Dash did something completely unexpected. She swooped. Twilight's stomach lurched and she screamed. Rainbow seemed to take that as a sign of encouragement, and pulled back up in a tight curve, while banking to the right.

"Rainbow! Please stop! Let me off!" yelled Twilight over the howling wind.

"What? You want to stop now?" said Rainbow, evening them out.

"P-Please," pleaded Twilight, holding onto Rainbow's forelegs for dear life.

"All right, I guess." Soon, the wild ride was finally over. As Rainbow Dash set Twilight down, Twilight immediately ran away from the edge of the cloud. She was in such a hurry, she stumbled and fell, but she quickly stood up and got safely to her friends.

"Hey, Twilight? What happened back there? Did I do something wrong?" asked Rainbow, walking over to her with a slightly hurt look on her face. These feelings were all new to Twilight. Sure, she had read about ponies with a fear of heights, but reading it and then actually feeling it are two completely different sensations. And now, while she was still sorting out her feelings, ponies were asking her about them? There was no way Twilight could answer questions about a subject she was still researching. She didn't need long. Just a few minutes.

"No! Er, yes. Er, I don't know!" exclaimed Twilight.

"Look, is there a problem or isn't there? I gotta know, Twilight!"

"I-I need to think about some things. I'll talk to you after the competition." Twilight galloped off into the stands.

Rainbow Dash stood there, dumbfounded. "What just happened?"

"I don't know," said Applejack, "but I'll go talk to her. You gotta go sign up, don't you? Rarity went on ahead, why don't you catch up with her."

"Okay, I guess," responded Rainbow Dash, uncertainly. Applejack and the rest of her friends walked up to the stands, leaving Rainbow alone. She sighed and then flew off towards the enrollment booth. It was down a long outdoor hallway lined with large puffy white cloud pillars. It wasn't the first time Rainbow had been down it, nor did she think it would be the last. Cloudsdale never seemed to change all that much, except its position in the sky. That was one of the good things, Rainbow Dash thought. If it didn't change much, then she wouldn't have to learn what felt like a new city every few years.

Twilight, however, was the opposite. She was changing every day. Whether it be from her books or her friends, she was always learning something new and changing because of it. But now Rainbow Dash had gone and made Twilight angry. She had made Twilight so upset that she could barely even speak to her.

Being in this city was also digging up painful memories. Memories not easily forgotten. Memories of her mom. She had decided that the perfect day to leave her and her father forever was also the day of an extremely important showcase of Rainbow Dash's. She left without a trace. No note or anything. Rainbow Dash knew she needed to patch things up quickly with Twilight or else she'll leave Rainbow as well. Who was she kidding? That line had gotten crossed the moment Rainbow Dash had done that stupid trick.

Lost in her train of thoughts, Rainbow didn't notice how close she was flying to the cloud pillars. Quite close, as it happened. She clipped her wing on one, causing her to lose balance and veer off headfirst into the next pillar.

Rainbow Dash sat up, rubbing her head. She had hit a particularly dense bit, giving her a worse bump than it would have otherwise. It was at that moment, when she was still dazed and recovering, that somepony she didn't want to see showed up.

"Hey, Rainbow Crash!" mocked her childhood bully.

"Ugh, I don't have time for guys right now. I've gotta go," said Rainbow Dash, with an almost noticeable hint of disgust in her voice. She stood up and swayed a little, almost falling over, causing her bullies to laugh hysterically. As soon as she regained her balance, Rainbow swept past them.

"Oh, I don't have time for you either," he said as Rainbow was walking away. "I gotta go get my seat. I need front row seats for Rarity's performance. She has awesome wings, unlike your scaredy-cat unicorn friend."

Rainbow Dash was on him in an instant, shoving him against a pillar. "No one bad mouths my friends," she said in a deathly quiet voice filled with anger and on the verge of exploding. He merely smiled.

"Hmph, I guess you care more about your friends than you do your own mom." Rainbow Dash's eyes widened and she lost all strength to hold him up. She backed off, letting him down. She needed to get away, to run away. He was right, Rainbow's mom hated her so much that she didn't even show up to her own daughter's showcase. Between Twilight and now this, she couldn't stand it anymore, she couldn't handle it. Her eyes began to water up as she took off as fast as she could, just flying away and leaving that stupid competition behind.

Rainbow Dash didn't know where she was flying, she just knew she needed to be away. On the other hand, she couldn't just abandon her friends, could she? Rainbow needed a place to cool off and to rest. She needed to think some things over. She didn't know how long she flew, but Dash soon arrived at the nearest bathroom and walked up to the sink.

Rainbow looked into the mirror and saw her own terrified face staring back at her. Her eyes were wide open, she was shaking uncontrollably, and she was breathing very hard. Rainbow Dash turned on the faucet to cold and splashed it in her face. She looked into the mirror again.

"You can't do this, Dash," Rainbow muttered to herself. "He was right; you _are_ nothing but a hypocrite."

"Rainbow Dash?" said a very familiar voice behind her. Rainbow looked into the mirror and saw Twilight walking out of a grey stall.

"Oh, uh, hey, Twilight. I-I gotta go, see ya." Rainbow began to quickly walk out of the bathroom.

"W-wait," said Twilight as Rainbow reached the door. Dash tried to put on a happier face and then turned around. Twilight was standing there facing Rainbow with a slightly confused look on her face. "I heard what you said."

"Oh, you did?" said Rainbow, looking down. "I suppose you're just here to tell me I'm right, eh? You're going to tell me that you're too afraid to be near me anymore, and then you're going to move back to Canterlot, just to get away from me. Am I right?"

"I heard what you said," said Twilight, "and I disagree with you. You are not a hypocrite. You are a good and loyal friend." Twilight smiled.

"No. No, you hate me and you want me to leave, right?" asked Rainbow.

"No, why would you think that?" Twilight raised an eyebrow.

"W-well..." stammered Rainbow Dash, "because it's true, right? I messed up while flying you over, and now you hate me, right?" It had to be true, what else would explain how Twilight had acted?

"Oh, Rainbow." Twilight put a hoof on Rainbow's shoulder. She had a gentle, calm expression on her face. "I'll admit I got quite scared while you were flying me over, but you stopped what you were doing when I asked anyway. And when we landed, I was too confused by my own feelings to properly convey them to anyone else. So, I panicked and ran, just like you tried to run from the bathroom a minute ago. I don't hate you."

"Then why are you here?" asked Rainbow. "If you're that scared, why haven't you just gone home?"

"Because I'm here to support _you_, Rainbow Dash. We all are. Trust me, I'm not leaving."

Rainbow Dash smiled and her eyes watered up, but she quickly blinked them away and hoped nopony had noticed. "Thank you, Twi."

"No problem. Now, do you want me to go with you to the registration booth?" Just then, an announcement rang throughout the stadium saying that there was five minutes left before registration closed.

"No time. See ya!" Rainbow exclaimed as she took off at maximum speed. Twilight smiled and walked off back to her seat, happy with how things turned out.

After registering, Rainbow Dash was told to wait with the other contestants. She was also given a piece of paper pulled out of a hat with a number on it. She looked around as she walked into the back room. There were ponies of all shapes and sizes doing pre-flight stretches, mingling, and just generally trying to pass the time until it was their time to shine. Rainbow didn't need all that wimpy stretching, though. She was too cool for that. There were a couple dressing rooms as well, Rainbow could only guess why. You don't impress Wonderbolts with your looks, you gotta have awesome flying! She didn't have long to wonder though, as a pony went and knocked on the door. Rarity stuck her head out.

"I'm going to be a while," she said. Rarity then held her hoof up and blew her hoof shavings into the poor pony's face.

Rainbow Dash went over to the curtain to see where her friends were sitting. When she looked out at the huge crowd, though, she was only reminded of a harder time in her life. A time she frequently tried to forget. Rainbow Dash could never forget though. It would still linger in the back of her mind, waiting to break free and torment her once again. Such as right now. It was clawing at the bars, trying to convince her she was a failure. That day; that horrible, horrible day changed her life forever.

Just then, the announcer's voice boomed throughout the stadium, announcing the arrival of Princess Celestia. She was sitting in the most luxurious box seat that the stadium had. Next to her were two royal guards, watching the entire crowd like a hawk. If only they had been there that day, thought Rainbow Dash. Then things would have turned out differently; she was sure of it. Then the announcer introduced the Wonderbolts themselves.

With smoke trailing out behind them, the Wonderbolts flew side by side from behind the announcer. Rainbow's eyes widened as they then sharply pulled up in perfect unison. Her heart raced as they got into a perfectly straight pillar. If one of them was going too slow or too fast, it would ruin the whole thing. It was a pillar of awesomeness, as far as Rainbow Dash was concerned. The Wonderbolts got into a tiny circle and exploded outward with a firework going off from the center. Pure unadulterated awesome. They separated into groups of three, then got into their judging seats.

Rainbow Dash looked around the stadium one more time, and came upon her bullies. All three of them. This brought Rainbow right back to her problem. Her mother. But before Rainbow Dash had any time to dwell on it, the competition started.

The first pony went and flew out of the curtains to perform. When Rainbow Dash's number came up, she switched it with somepony elses. When it was Rarity's turn, she wasn't ready yet, so she couldn't go out.

Rainbow Dash continued her charade for the rest of the competition, until it was just her and Rarity left.

"Number fifteen, let's go!" said the supervisor, nudging Rainbow Dash. Just then, Rarity stepped out of the dressing room in the silliest getup Rainbow had ever seen. She looked, quite frankly, like a giant peacock.

"Rarity... is ready," she said, with the most self important voice Rainbow Dash had ever heard.

"Look, ladies. I don't know what to tell you," said the supervisor. "There's only time for one more performance. If you both want to compete, you'll just have to go out there together!"

"Well, Rainbow Dash?" asked Rarity. "Shall we?"


	3. Chapter 2

A bird soared through the air, on its way back to its twig and pine needle nest. A faint whistling noise could be heard through the mild wind. It grew noisier as the blue bird neared the majestic city of clouds that filled the sky. The bird was used to it being noisier around the city, which is why it nested so far away, but this was a different kind of noise. It was higher, more like a fellow bird's call. Not a sound the bird was familiar with hearing from the city.

The scream, as the bird was now calling it, was very quickly getting louder. One second it was no more than a howl riding the wind, the next it was an ear piercing scream that ripped through the air.

The bird looked up at the weird little settlement above, only to see a white pony barreling directly at where it now flew. The bird screeched in panic and barely dodged the strange occurrence as the pony plummeted to the earth below. The bird sighed in relief that it had managed to escape unharmed from what was surely a one-time happening.

The bird had stopped a few feet away for a moment to catch its breath after such an astounding event when three more ponies bolted down after the mysterious white pony. Okay, now a two-time event. After having rested for, in its opinion, a good long while, the bird continued its journey back to its family.

It had barely made it more than a few feet away when a much deeper noise filled the air, although it stopped a few seconds later. Still, it made the bird look around again to see what all of the commotion was. It looked up and saw a blue blur cutting through the air much faster than the four ponies before it. In fact, much faster than anything the bird had ever seen before. It hovered there and watched in utter awe as the pony continued to gain speed.

The bird remembered its dreams from when it was only a fledgling. It had aspirations of being very fast, but all of its elders had hated the idea. They forced it to have a normal life, raise a normal family. It had grown used to the idea of a normal life, but it still sometimes sat in its nest, staring at the sky, remembering the dreams of a forgotten future.

The pony was flying at truly blistering speeds. Speeds so fast that they produced something even stranger than anything the bird had seen that day. As it passed directly by the bird, a mind-mangling explosion of color, noise, and light filled the small bird's senses. The shockwave of which propelled it far, far away. In fact, it happened to land only a short distance from its nest.

At the same time, up in the Cloudsdale stadium, a cold chill ran down a purple pony's spine.

Twilight Sparkle suddenly jumped back, catching herself with her forelegs. Her eyes were as wide as the sun that shone down upon them. She kicked herself back to the wall and leaned against it. Twilight sat on the cloud breathing very heavily. Her stomach churned. That... That explosion. That sonic rainboom, as it must have been, seemed incredibly familiar to Twilight. She closed her eyes and brought her hooves to her temples as she racked her brain for the answer. No matter how deep she looked, an explanation seemed out of reach.

Twilight's thoughts were thrown back to the competition as the crowd went insane. She noticed a rainbow forming over the stadium. At the front of the rainbow flew Rainbow Dash, and she had Rarity and the Wonderbolts in her hooves. Twilight tried to contain herself as the excitement coursed through her veins. Her heart pounded against her chest. And, finally, she lost control for a moment.

"Yes!" Twilight yelled, her voice cracking loudly and her arms waving manically. As she sat there, watching Rainbow Dash fly triumphantly over the stadium, a strange, different kind of joy filled her. It was warm, almost like a fire had lit inside her body. It felt good.

Rainbow Dash flew up through the center of the stadium and handed off the ponies to other pegasi. She had a short conversation with Rarity before they flew her away. Rainbow Dash stared in awe at the crowd as they cheered at the top of their lungs. Streamers and confetti rained down from above.

Princess Celestia and two royal guards flew down to the bottom of the stadium and landed next to Rainbow Dash. Celestia talked to Rainbow for a moment, whose look got incredibly more excited, then turned to face the crowd.

"for her incredible act of bravery, and her spectacular sonic rainboom, I'm presenting the grand prize for best young flyer to this year's winner, Miss Rainbow Dash!" The whole stadium went berserk. Twilight yelled and cheered. Her friends did the same, and so did the rest of the stadium. The warm, fire-like feeling inside Twilight grew ever stronger.

Twilight soon found herself and her friends going down to congratulate Dash, the smile never leaving Twilight's face. When they approached, Rainbow was standing in awe facing the crowd. She looked truly happy, Twilight thought.

The stadium was bursting with the excited noises of a satisfied crowd. As Twilight and her friends approached Rainbow Dash, Rainbow turned around and noticed them. As she walked over, her wings did a small flutter and she let out a short giggle of excitement.

"Hey, guys!" exclaimed Rainbow Dash. "Hey, Twilight," she added, slightly quieter.

"Oh my gosh! Congratulations!" exclaimed Pinkie Pie as her face grew a huge grin and her eyes lit up with giddy excitement. "You were all like, whoosh! Zam! Kaboo–"

"You did a mighty fine job out there, Dash!" interrupted Applejack, patting Rainbow on the shoulder.

Fluttershy stood there with an insecure smile on her face. "Oh, um, hi, Rainbow. You really did look good out there."

"Thanks, guys! But I really couldn't have done it without all of you," said Rainbow Dash. "And I have Twilight to thank for getting you all up here," she added, walking over to Twilight, whose heart began beating harder. Rainbow leaned in closer. "And thanks for earlier, you know?" she added in an undertone.

"Y-yeah, you're welcome." The smile faded from Rainbow's face for a moment and a pained look overcame her eyes. She closed her eyes and shook her head lightly, soon regaining her confident look. "Are you all right?" asked Twilight.

"Oh, yeah, I'm fine. Hey, let's go see Rarity, okay? I want to show you around Cloudsdale some more. Oh, and you can do your spell to let her walk on clouds again, right?" Rainbow Dash raised her eyebrow expectantly.

"Oh, yeah, of course."

"Cool, great, thanks." Rainbow Dash started off towards Twilight's balloon, leaving Twilight alone and without witnesses to see her face flush slightly. Twilight watched Rainbow walk away, with her toned body and her unkempt mane splayed beautifully against her cool blue coat... What was she thinking about? This was not how you think of a friend. Twilight shook her head and pushed the thoughts away.

Twilight looked up and noticed that she had fallen behind the other ponies. She hurried ahead and caught up to them. Rainbow Dash didn't seem to have noticed and was already busy recounting her tale.

Twilight smiled and listened as Rainbow told her story, seemingly adding overly-dramatic parts wherever she felt like it. She changed it so that Rarity was mere inches from the ground when Rainbow Dash had caught her and that she came within millimeters of hitting an innocent bird. She seemed to have recovered, or at least been distracted, from whatever was bothering her. Although, hearing the story brought Twilight back to her dilemma. Where had she seen a sonic rainboom before?

Twilight came to a conclusion on how she could find out just as they approached the tall balloon resting gently upon the soft white cloud.

Rarity was sitting on her haunches with her eyes closed. She was breathing very softly. Her ears perked up at the sound of Rainbow Dash's voice, and she opened her eyes. "Oh, hello there, girls. I still can't thank you enough for saving my life, Rainbow Dash." Rarity was still in that ridiculous getup that she had been wearing.

Rainbow Dash made a curious sort of face. She smiled and furrowed her brows a little. Soon, she walked over to Rarity and patted her on the shoulder and said "Hey, it's all right. I'd do it any day for anypony." After, she turned towards Twilight and raised an eyebrow.

Twilight realized that Rainbow Dash wanted her to perform the spell and closed her eyes to concentrate.

Rarity's eyes grew ever-so-slightly wider. "Oh, dear, I really don't think that that is necessary. I'm sorry, but I am not feeling myself after that... incident. I'd really much rather go home and have a nice and relaxing cup of tea."

Rainbow Dash stood up with her forelegs on the side of the basket and her wings flapping lightly. "What? I really wanted to show you guys around some more. Plus, how are going to get back? Twilight is the only one that can fly that balloon."

Twilight's ears perked slightly at the mention of her name. "Oh, don't worry. I'm feeling a little tired myself, so I can bring her back and then go and take a quick nap."

Rainbow Dash walked over to Twilight and smiled warmly. "Hey, I understand. As long as you'll be back later. I don't think I could bring the rest of these ponies back alone." Twilight smiled and nodded in thanks, then went over and climbed into the balloon.

Soon, they were on their way. They flew over the vast rolling hills and under the bright blue sky. One time, Twilight smiled as the breeze picked up a little and ruffled her mane slightly. It made her feel bright and fresh again to be at such a low altitude. The happy feeling continued all the way until they reached Rarity's boutique.

Rarity stepped out of the balloon and made a motion to kiss the ground, but a disgusted look came over her face as she looked at how gross the dirt was. She raised her chin and walked to the door. The fashion diva turned around. "Would you like to come in for some tea, dear?"

Twilight laughed awkwardly and her ears lowered a bit. "Oh, I couldn't. I'm really tired. Maybe some other time."

Rarity opened her door. "Oh, that's quite all right, darling. I completely understand. Maybe some other time indeed. Tah tah!" Rarity stepped over her threshold and closed the door behind her. It creaked to a shut as Twilight took off once again.

Twilight was soon greeted by the huge tree that she called home. A cool breeze ruffled its leaves, but aside from that, it was silent.

Twilight parked her balloon just outside and went in. "Spike!" she called, going towards the stairs to her room.

Spike came bustling out of the kitchen with an eyebrow raised. "Back so soon? I figured you would have been gone all day."

"No time to explain, just follow," said Twilight, starting off up the stairs. She was soon in her room by her personal bookcase with Spike trailing behind. "I need you to get me all of my journals from around the time I hatched you."

Spike scratched his head. "Why do you need those?"

"I just... I-I need to know something." Spike grumbled and went off in search of the books. Twilight sat down on her bed and waited patiently. After a little bit, Spike came by with a frustrated look on his face. He grabbed a ladder and went back to his search. Spike came back a couple minutes later with a good sized pile of books and put them down.

Spike backed up. "There," he said, presenting the pile with his arms. "Now, will you tell me why you wanted them?"

Twilight levitated the top one over to herself and opened it. "I'll explain later. For now, help me look for anything that would describe a sonic rainboom."

Spike scratched his head again. "Isn't that what Rainbow Dash was going to do today? Didn't it work?"

Twilight continued to flip through the pages of her journal. "Yes, and she did do it. It looked amazing. The only problem is, is that I feel like I've seen it before. It's the weirdest thing. I don't remember when, but I have the utmost confidence that I have. The only thing I have to go by is that it feels like it's from around the time when I was still a young filly."

And so Twilight and Spike searched. Seconds turned to minutes, which in turn became hours. They looked through almost every book that Spike had gotten out. From the days that Twilight was a young filly to the days that Twilight was still getting used to handling raising a baby dragon. The pair looked in no particular order of book, one would be from near the beginning and the next near the end.

Spike threw the book he was currently in down and stood up. "I'm gonna go get a drink." Spike trudged to the stairs and Twilight swore that she heard him saying something about this being a waste of time.

Twilight flipped absent mindedly through the book she was currently reading. Her mind was on autopilot, scanning for words that would be of any use in her search. Twilight reached the end of her book and reached for another, but her hoof fell upon the hard ground.

Twilight was out of books and she still hadn't found what she was looking for. She let out a frustrated sigh and looked around, and she came upon the book that Spike had left out. Not ready to give up quite yet, Twilight grabbed the book and began flipping through it.

She knew she had seen it before, just not when. Twilight could picture it in her mind's eye, but the rest of the details came up foggy. She knew it wasn't just deja vu because her memory was from below it, not above, and she knew she was young because she remembered older ponies standing next to her, although she couldn't picture who they were.

Twilight's heart skipped a beat as she read a word. A single word. _Rainbow_.

Twilight's heart raced as she read through the entry, her tongue glued to her upper lip. It was from the day of her entrance exams. She remembered that day! In fact, she cherished that memory! Why hadn't she thought of it before? Twilight recalled what had happened. She had failed and failed and failed and failed. She had given up all hope. She had walked over to the window to gaze out over the towers. Just then, right over the towers!

Twilight suddenly screamed and flailed back, throwing herself against the pillows. She had begun to feel magic swelling up in her horn, and she wasn't the one doing it. Twilight scrambled off of the bed, knocking over the nightstand as she did so. She hurried towards the bathroom door, almost stumbling over her hooves. But Twilight didn't make it to the bathroom, for a bright light flooded the room, and when it cleared, she was gone.

**Pre-read/edited by Daetrin and Rainbow Skywalker**


	4. Chapter 3

Rainbow Dash sighed as the purple balloon drifted below the cloud cover and out of sight. _Twilight would have loved all of the cool stuff in the suburban part of town..._ she thought. Rainbow looked back at her friends, all standing there chatting and laughing. She smiled at the sight of it. Her mood lifted and Dash felt ready to resume showing them around.

She showed them the large market, which Applejack enjoyed seeing; the dance club, which Pinkie Pie had a fit about; and a multitude of other things. From the park to the neighborhood where Rainbow grew up to even the neighborhood where Fluttershy grew up. Rainbow Dash even showed them the flight camp she had attended when she was younger.

The tour lasted well into the afternoon, and the orange glows of the sun were beginning their descent below the horizon. Night would be coming on, and Twilight still hadn't returned.

They stopped at a local diner in order to discuss their plan. Rainbow Dash knew that it would end in her and Fluttershy being tasked to carry them down, so she ordered a coffee to help keep her going. It had been a long day, after all.

Because of the oncoming night, they couldn't stay for long. The conversation was constantly interrupted by having to look out the window to see how much time they had left.

Rainbow gulped down the last of her coffee and chewed the end of her sandwich, then walked over to the counter, where the owner was cleaning a glass. He was a gruff, but nice looking pony with a smooth white coat and a slightly darker mane. He looked very focused on his task.

Rainbow Dash grabbed a few bits out of her saddlebag and placed them on the counter. They shined brightly in the setting sun. It hadn't gotten his attention. "Hey, thanks for the food," she said in a slightly raised voice.

The pony looked up from his work with an eyebrow raised. He realized that she had paid him and his features brightened a little. He gave a welcoming smile. "No problem."

Rainbow Dash looked around the joint, then back at the owner, who had resumed cleaning the glass. "How long has this been around? I used to live here and I don't remember it."

The owner looked up again. "Oh, just a couple years. Here, I got a newspaper clipping from the day we opened." His voice became more excited as he talked about the newspaper. "We got front page! Although some other story got the real headline..." He flew to the top of the cabinets that were above the counter and grabbed a framed newspaper. He brought it back down and placed it facing Dash. Among other stories was the one of the diner opening. It was hidden away in the corner of the paper. The picture of the main article caught her eye, as it was of a flight team. Rainbow read the headline and her eyes widened and stomach dropped. It was about a flight team shutting down.

The same team her mother used to be on.

Rainbow Dash looked the owner right in the eye. "Can I have this newspaper?"

"Heh. That came outta left field," he replied. "First off, no, but you can look at while you're here. And two, why do you need it in the first place?"

"No, it's fine. Maybe some other time. Oh, and I just was interested in that flight team. Anyway, I think we should go now." Rainbow Dash went and grabbed her friends, then hurried out, much to their protest. Rainbow's mind had gone right back into searching mode. After so many long nights and early mornings it used to be second nature to her. Now it was just confusing...

* * *

Twilight rolled around, stretching and grasping with her hooves to try and find a warm blanket. Upon not finding one, she grabbed the next best thing. A pony that was apparently lying next to her. Twilight felt the pony's body, and found it to be the roughly the same size as hers. A mare. What had happened the night before? She had imagined it would smell of recent rain, still fresh from the clouds, but when she breathed in deeply, she smelled only a musty, earthy scent, akin to the ground. As she felt around some more, Twilight found the body she was next to was very rough, full of large scars. Confused, she opened her eyes to see who this mysterious pony was.

A rock. She was cuddling with a rock.

Twilight stood bolt up, glancing around quickly as memories came flooding back to her. Trees. She was in a forest. Twilight got her magic at the ready. There was a clearing a short distance away, which she could see through the trees. After glancing around to make sure no one was watching, Twilight began walking towards it, her hoofsteps light and quiet.

Now standing in the middle of the clearing, Twilight slowly looked around. The trees were gangly and the grass grey. A crow cawed in the distance. The clouds covering the sky gave the forest an evil shadow. There was a tall mountain a small ways away.

Twilight didn't recognize this place, yet it felt familiar. It wasn't in Equestria, at least nowhere she had been before. "Okay, okay, okay..." Twilight said, looking hurriedly around. "First things first, I need to find out where I am." After looking in every direction around her, she groaned in frustration. "How am I gonna find out where I am if I can't see over these stupid trees!" It was at that moment when an idea sparked in her head. "Yeah, that should work!" She ran over to the tallest tree around and teleported to the top.

Nothing. No civilisation anywhere. "Oh no, oh no, oh no. If I can't see anything anywhere, how can I find my way back? And better yet, what the heck happened with my horn? I need to take more precautions against horn hijacking. I didn't even know that was a thing... It never came up in my studies." Twilight teleported back down to the ground and went back to the middle of the clearing. "Okay, the only thing for miles around is that mountain... I suppose that's my best bet. Maybe there's something on the other side..." And with that, Twilight set off. She constantly looked over her shoulder, as she always had the feeling she was followed. Or at the very least, watched...

"And plus, maybe whoever took control of my horn is there..."

* * *

"Rainbow? Equestria to Rainbow Dash!" Rainbow Dash looked ahead and found there to be nothing but open air. She turned around and saw her friends standing at the edge of the cloud a little ways away, and she quickly flew back to them.

"What happened?" Rainbow asked, coming to a landing in front of them.

"We don't know, Rainbow," said Applejack. "We were just walking, and when we came to the edge of the cloud, you kept going."

"Oh, uh... Sorry about that," said Rainbow, blushing in embarrassment a little. She hoped it wasn't too noticeable. "I just kinda got lost in my thoughts is all."

"Well that's unlike you, Rainbow Dash. Are you alright? You've been acting mighty strange ever since we came to Cloudsdale."

"Uh... Well, you see—"

"Look, everypony," interrupted Fluttershy. "I'm sure Rainbow Dash has a good reason for acting like this. I mean, this is her hometown, after all. Maybe she remembered something bad."

Fluttershy was the only among the group that knew about Rainbow Dash's past. Even though they had been friends for the longest time, it still surprised Rainbow when Fluttershy stood up for her like that.

"Thanks, Fluttershy," said Rainbow Dash, smiling.

"Yeah, thanks, Fluttershy," said Applejack. "I guess I did get a little carried away. Sorry, Rainbow, but tell me if somethin' is the matter, okay? Anyway, the sun's fading. Let's get going." Rainbow Dash and Fluttershy grabbed Applejack under the shoulders and carefully lifted her off the cloud. Applejack peered uneasily at the ground, gulped, and didn't look down again until Rainbow and Fluttershy had safely deposited her on the ground.

Rainbow Dash's arms felt much relief after setting Applejack down. And when she looked up at Pinkie Pie, she huffed in despair and flew back up to get her.

As usual, Pinkie was excited to do anything with her friends, and she was positively bouncing at the thought of their current activity. In fact, they almost dropped her in one of her ecstatic outbursts. After that, though, she settled down until they reached the ground.

Finally, it was over, and Rainbow Dash bid everyone adew. Fluttershy went to Rarity's to check up on her and to find out about Twilight, and the other two went back to their houses. Rainbow didn't go home though, she still had to go to the library to see where Twilight went.

_The bookworm must have slept in,_ Rainbow thought.

Rainbow's wings ached and her eyes were heavy, but she pushed onward.

* * *

Twilight gratefully sat down under the shade of a large tree. She was panting heavily, and her hooves were on fire and her throat was parched. The sun seemed to have not moved from its place at the top of the sky. Although the late autumn weather wasn't hot, the exercise had certainly taken its toll on Twilight's stamina.

When she finally stood up to continue walking, Twilight listened for any sort of water nearby. "Ugh, where am I gonna find water in this place?" she grumbled, setting off again. As if on cue, she heard the welcoming sound of a small creek. Her ears immediately perked up, and Twilight quickly began to follow the sound.

She was soon welcomed by the pleasant sight of a cool stream rolling through the forest. The water gently slid over the rocks, and down the stream it swept around a fallen, moss-covered log. Twilight smiled at it. It was the first truly peaceful thing she had seen since she had been taken there. She stepped up to the edge and stuck her face in, cooling herself off and greedily drinking.

After a few large gulps of water, Twilight came up for air. Her mane dripping into the creek below, she panted lightly. Soon she was satisfied and content. At least, as content as she could be with the situation at hoof.

Twilight's hooves were still aching, so she went up to the edge and sat on her haunches, and ripples got sent downstream as she dipped her back legs in.

_How didn't I notice this stream before?_ thought Twilight. _It's quiet enough in this forest, I'm pretty sure I would have heard it from a long way off..._ _Hm, perhaps the trees dampened the noise more than I thought. Maybe I'll come back here and do more research after this is over._

With her hooves sufficiently soothed, Twilight stood up and continued back into the grim-looking forest, leaving the forest stream behind.

* * *

Rainbow Dash was looking in the window of the library when something flew by it. She peered in, and found that Spike was frantically pacing around the library. He would occasionally look behind something or throw something out of the way, then he would groan in frustration and continue his endless pace. Rainbow Dash raised an eyebrow and tapped on the glass. Spike didn't notice, so she tapped again, louder this time. That time, Spike pulled his head out of the cupboard he was going through and looked to the window. He noticed Rainbow Dash hovering outside and hurried to open the window.

"Rainbow Dash?" he asked, getting the window open. He noticeably shivered as the cold night air assaulted his senses. "What are you doing here? Aren't you supposed to be in Cloudsdale today?

"Yeah, I was. Twilight said that she was gonna go home and take a quick nap, but she never came back. Is she here?" Rainbow flew through the opening and got a better look at the library than before. And the sight she saw was not a pretty one. The place was a complete pigsty of books and other things scattered seemingly at random. Spike shut the window and went back to looking everywhere he could think of.

"No!" Spike exclaimed, waving his arms around. "She came back here and started going through some old diaries. She said something about seeing a sonic rainboom before. She didn't mention taking a nap."

"Huh, she didn't mention it to me... Anyway, where is she now?"

"Well, I was getting bored so I got up to get a drink, and when I got back, she was gone! The only thing wrong was that the bedside table got knocked over. The books were still open on her bed and everything!"

"Slow down, slow down." Rainbow Dash took a moment to parse what he was saying. After a second, her eyes widened. "So you're saying she's missing? Come on! Let's get looking!" Rainbow Dash flew up the stairs to Twilight's bedroom, with Spike trailing close behind. The upstairs was just as much of a mess as the downstairs. Rainbow began looking around, but Spike stopped her.

"Wait, I already looked through the entire library! She isn't here."

Rainbow Dash stared at him in disbelief. "Then what were you doing when I got here?"

Spike rubbed the back of his head and guiltily laughed. "Panicking."

"Ugh, fine. Well, I don't know..." Rainbow Dash looked around the room again, noticing things she hadn't before. The books weren't a clutter like downstairs. Instead, they were in a neat pile next to the bed, and there was one book sitting open in the center of the bed. Rainbow flew over to that to see what entry Twilight had been reading. In the back of her mind, Dash had expected it, but it still took her by surprise. The entry was from the day of her original sonic rainboom.

* * *

Twilight stepped out of the trees and looked up. Above her lay a tall mountain. It was the only noticeable inclination for as far as she had seen, and it was too rocky for trees to grow on it, so it was bare and out of place in the center of a forest. It rose up at a very high angle, and it was easily too steep to walk up. There was a scraggly path leading up at a gentle angle around the mountain, so, seeing no other options, Twilight began to climb it.

As soon as she set a hoof on the path, a deep rumbling began vibrating the path. Twilight looked up to see a large rock barreling down the cliffside. She quickly leapt for safety. It smashed into the path just in front of her and shattered into small pieces, evoking dust into the air, causing her to have a fit of coughing. Twilight sat for a few seconds, until finally the coughing died down enough to allow her to take a few deep breaths. Twilight gulped and peered uneasily up the mountain. She stepped forward cautiously, continuing to look up, while only looking down to leap over the hole in the trail. After a few feet, no more rocks had come down, so Twilight looked ahead and listened harder for falling rocks than before.

The trail was unsteady and full of loose rocks. Some mere pebbles and some head-sized. More than once she had to quickly pull her hoof back as a rock gave way under her and began to tumble.

Eventually, Twilight got up high enough to take a good look over the forest. And what she saw made her stomach drop.

For as far as she could see, the forest continued. No large gaps. No towns. Nothing.

Then Twilight heard something. A voice crying for help, and it came from higher up the mountain.

"Hello?" Twilight called, looking up the cliffside.

"Is someone down there?!" a female voice called back. "Come help me! I'm in a cave up in the mountain!"

"O-okay! I'll be there soon!" Twilight set off again, with more vigour this time.

Rainbow Dash's heart pounded against her chest as she read through the journal. She was surprised to find out that that was the day that Twilight had gotten into Princess Celestia's school. At one point Rainbow laughed.

"Rainbow Dash? What's so funny?" asked Spike.

"Oh, nothing." Rainbow continued to smirk. She had just read that her sonic rainboom had made Twilight more powerful. When she got to the end, Dash felt a small warmth creep to her cheeks with the knowledge that her rainboom had caused all of that.

"Rainbow Dash?" asked Spike, looking at her funnily. Rainbow jumped back, quickly shutting the book and trying to hide her blush. "Did you find anything?" continued Spike.

"Oh, uh..." Rainbow Dash's mind reeled for an answer, and her eyes were looking everywhere except directly at Spike. "I-I, uh... You were born on the same day as my rainboom," she blurted out.

Spike raised an eyebrow. "Okay then... So, nothing about Twilight?"

Rainbow's breathing slowly started to calm. She breathed a sigh of relief that Spike didn't notice anything. "Not exactly, no. So, Spike, did Twilight ever... I don't know, act suspicious? Anytime recently?"

"W-well, no, not recently."

"Not recently? Look, Spike, if it can help us find her, you should probably tell me."

Spike rubbed the back of his head. "Well, uh... This has been bothering me for a while now, and, uh. A f-few years ago, I followed Twilight up the mountain behind Canterlot, because I was worried about her, you see?" Spike began looking around, as if Twilight would pop out and catch him red-handed.

"And?" Rainbow Dash sat down at the edge of the bed, and Spike hopped up next to her.

"Well, uh, she went into a cave and lit some candles. Then she opened a book and started reading it. A few seconds later, she lit her horn and said something I couldn't hear. She repeated it a few more times, then... uh, she blacked out."

"She blacked out?! Is that normal with unicorn magic?" Rainbow Dash didn't believe that Twilight could do such dangerous magic when she was so young.

"But wait, here's where it gets weird." _How can it get weirder? _thought Rainbow Dash. Spike continued. "A few seconds after that, Twilight wakes up. But she's acting kind of strange. Looking around as if she didn't recognize where she was. I ran in to see if she was okay, you know? And when she looked at me, she didn't recognize me. S-she asked who I was! I-I was worried I had lost her... And I completely lost it when she passed out again. I-I ran over to her and started shaking her, begging her to wake up! When she did, she had no idea about anything that happened after she cast the spell. She didn't remember waking up..." Spike looked up at Rainbow Dash with a pained look.

"So, that's a good story, Spike. I-I'm sorry, I can't imagine how that would feel..."

"It's all right, Rainbow. Anyway, after that incident, Twilight would occasionally—mostly while she was studying—stare into space. She would sometimes respond to something when no one talked. Overall, she was acting pretty strange. It stopped a few months later, though. I-I've always had this bad feeling after that... A feeling that something bad would happen. She continued to go up to the cave for a while after that, but I was too scared to follow... I even went to Celestia, but you know how she is. She'd prefer to let Twilight solve it on her own..."

"Spike, do you think you could show me where that cave is?"

* * *

The craggy path only got worse as Twilight's trek continued, forcing her to slow back down from her stride. The incline only became greater as well. One time, a rock Twilight had stepped on with her hindleg came loose and plummeted down, causing her to lose her footing with her other hindleg, leaving her hanging on with only her rock that had given out fell for a few seconds, which felt like minutes to Twilight, before shattering on the ground below. She scrambled back up and breathed deeply for a few moments before setting off again.

Eventually it started to even back out, until the path ended and she came upon a small opening in the mountain.

"Hello?" she called in.

"Yes! I'm in here! Come help! There was a small cave-in, and I'm stuck."

Twilight gazed uneasily into the cave. It was dark with no torches. With a nervous sigh, she walked in, lighting her horn as she did so. The cave was narrow and not very tall. It was barely tall enough for a pony. And there were times when Twilight had to duck or pull her limbs towards her body as tightly as possible. The ground was full of sharp rocks occasionally jutting up unexpectedly, and the air was full of earthy dust, making it harder to breathe. Although it was even colder inside the cave, Twilight found herself wiping the sweat from her brow even more often.

"Can you hear me?" Twilight called.

"Yes! You sound even closer now!" it replied. Twilight found comfort in the knowledge that her treacherous journey had a solid end point. She dreaded the thought of having to climb back through this and down the mountain, though.

After what felt like ages, the tunnel opened up into a larger room. Twilight continued to stroll forward and ended up with her nose against a large steel door. _A weird place for a door..._ she thought. Bewildered by its appearance, Twilight stood still for a moment, after which she attempted to open it, but found it locked, so she instead tried unlocking it with a spell, which proved unsuccessful. The spell caused the door to clank.

The pony must have heard the door, as she then spoke. "Oh! You're finally here! I'm right through the door. Quickly, now!" The pony's voice really did sound close now.

"But it's locked! I can't open it." Twilight sighed in frustration.

"Are you sure? Could you try again?"

"I don't know what it'll accomplish, but fine, what the heck." Twilight turned the knob once more, and, to her surprise, it opened.

* * *

Spike blinked in surprise. "Wait, what? Do you think she's there?"

Rainbow Dash got up and began stretching her muscles. "Well, you've already searched here, right? And she's not the type to just leave without telling anyone." Rainbow turned to the window, crouched a little, and looked back at Spike. "Hop on, we're going to Canterlot."

"Wait, huh? But what if Twilight's still in Ponyville, then we'll be too far away to help her!"

"Fine, if she's not at that cave you talked about, then we'll just fly back here. I'm fast enough.I just did a sonic rainboom for crying out loud!"

Spike sighed, defeated. "Fine." He walked over to Rainbow and cautiously crawled on, carefully climbing around her wings, until he was resting uneasily by her neck. "It's way easier to ride Twilight, you know."

Rainbow Dash smiled wickedly. "Ha! But I'm more fun." Without warning, Dash bolted out the window and into the night sky, her hooves stretched out in front of her. Spike screamed, Rainbow laughed, and the wind howled. It was a clear night, the sky devoid of clouds. The moon shone brightly through Equestria.

For a moment, Rainbow Dash's mind was on nothing but the fun of flying. The cool night air flowing through her mane and the adrenaline pumping through her veins. She swooped and she banked, she pulled up and she dove down, all while moving ever closer to their destination.

Rainbow Dash was brought out of her high by a sharp pain in the small of her neck. She craned her head back and found Spike holding on for dear life, a look of pure terror etched on his face. She slowed her flying to a more reasonable pace and the pain lessened accordingly.

They flew on and on and on, the city lights of Canterlot getting brighter as they neared. Soon they were flying over the last farmers' fields, where all the farming equipment was packed away for the oncoming winter, and into Canterlot.

Rainbow Dash slowed down to a hover over a small city square, where a festival seemed to be going on. "All right, Spike, where's the cave?" asked Rainbow, continuing to look down at the festival. A unicorn and a pegasus were sitting at a table outside a small café, and another unicorn was walking to the table holding three drinks. Rainbow Dash's eyes continued to wander, when suddenly they snapped back. Pink pegasus. Blue mane. _No, it can't be..._

* * *

Through the door was a large, well-lit room. Twilight stepped inside and glanced around. There was a mirror at the other end, where she saw a reflection of herself, and there was another door leading off from the side. One thing she didn't see, however, was a cave-in.

"Hello?" Twilight called for what felt like the millionth time that day.

"Hello," replied her reflection, stepping out of the mirror.

Twilight's eyes widened. "W-what?! H-how?" she sputtered.

Her reflection merely pursed her lips and walked forward. Twilight heard the door behind her shut and lock. "Really?" the reflection asked, feigning surprise. "I figured you would remember me. That's why you created me, after all."

Twilight racked her brain, but came up with nothing. Twilight got into a defensive position, just in case. "What are you talking about? I can't create a clone of myself. And I'm pretty sure I'd remember it if I did." By this point, Twilight had the entire cave memorized in case a fight broke out.

"Oh, Twilight, Twilight, Twilight. I thought you would have figured it out by now, but I guess you're not as smart as they say, now are you?"

"Just who are you?"

"I'm you, Twilight." Just then, other-Twilight opened the other door. Just a crack. But a crack was all that was needed, for Twilight felt a sharp pain bite at her head, and then she blacked out.

* * *

"_Twilight, dear, you almost burned down the house. No more dangerous magic until Princess Celestia teaches you how to control it better," said Twilight's mother._

"_But, Mom!" Twilight groaned. "I can only get better at magic by practicing it more! Besides, I knew what I was doing. I stopped it before anything bad happened!"_

"_No buts, missy. If Cadence hadn't been there... Oh Celestia, I don't want to know what could have happened..." Tears came to her mother's eyes._

"_Mom... I-I'm sorry," said Twilight, her voice quivering and a guilty sadness coming over her. She too started to sob, and she was grabbed by her mother, and held in a tight embrace. An embrace only a mother and her daughter could have._

_After a little while, Twilight's mother leaned down and kissed her daughter's forehead. "It's okay, dear. I just don't like to think about what would happen if... Look, I just don't want you to get hurt. Pretty soon you'll be moving to the palace grounds and I won't see you as often. I want our last days to be happy, not in a hospital."_

_Twilight smiled up at her mother. "Okay, Mom. I won't practice magic I can't completely handle."_

"_Thank you, dear. Now, how about some ice cream?"_

* * *

Twilight came to for a moment. She glanced wearily around the room, her head aching. She didn't recognize any of those visions... No, memories.

Other-Twilight smiled evilly down at her. "Enjoying the show? Now, back to sleep, Twilight."

* * *

"_Okay, Mom! I'm gonna go study outside now. I'll see you later!" said Twilight, running out the door._

"_Okay, dear!" called her mother from the doorway. "Remember what you said the other day! Be safe!"_

_Twilight knew what her mother was talking about, but she had the utmost confidence that she could control it. She just needed to be somewhere that couldn't burn down. And she knew just the place. Twilight had been out looking for it for a few days at that point, and she had finally found it._

_Twilight walked through the streets of Canterlot on that sunny morning, not taking any detours. She was a mare on a mission. Soon she left the main city behind and was climbing the mountain behind the city. Twilight had memorized the route, and she was soon high above Canterlot. Finally, she came to the landing and stopped for a breather. The views from this high up were spectacular. The whole of Equestria spread out before her. Twilight could see everything from Cloudsdale to that town with the huge apple orchard... _Ponyville? Yeah, Ponyville, _she thought._

_With her breath caught, Twilight walked into the large cave behind her. Her hoofsteps echoed off the tall cave walls around her. She lit the torches she had brought and stuck in various cracks in the days before, and now that it was sufficiently lit, she took the spellbook out of her saddlebag. Twilight took a deep breath and opened it to the proper page. It was full of complex incantations and magical theories. But she was there with a specific purpose._

_Twilight did a few magical exercises to get her juices flowing. It was going to be a difficult spell. She did what the book said. Focus on her temporal lobes, and bring her magic there, and then repeat the incantation. Simple. Admittedly it was dangerous, but Twilight knew she could do it. She had practiced precision magic on Smartypants before, after all._

_Twilight focused all of her magic on her temporal lobes and said the incantation. After a few moments, she repeated it with more vigour. Again, Twilight repeated it. This continued on until, finally, it took effect. The spell was just something to help her remember more things. At least while she was still young. And it had finally worked. Twilight blacked out._

* * *

Twilight slowly opened her eyes. other-Twilight was still staring down at her. She hopped up and readied a spell against other-Twilight, but nothing happened. Not even a flicker from her horn.

"I know who you are now. You're that spell I cast on myself. And I know where we are. We're inside my head." Twilight glared at other-Twilight.

"Oh, yes! You finally get it. Of course, I'm not surprised you didn't remember me. I did steal that memory, after all. Now, come here. I want to have some fun with you." When Twilight did nothing, other-Twilight snarled angrily at her and she felt a magic aura surround her and force her up.

"How did you steal my memories?" Twilight asked, stalling for time. None of her magic was working. Not even a little.

"Oh, simple. You created me where your memories are stored, so I just took a few. It's quite boring in here, you know. Nothing to do except go through old and new memories. I took a few useful ones, that's all." She smiled innocently.

Twilight continued stalling. This spell seemed to like gloating. "Why did you only start this now? You could have done it anytime."

"Oh, no I couldn't have! I didn't have enough of your magic stored within me to make me powerful enough to take over your horn temporarily. And the reason I'm starting this at all? Well, you see, after only a few short months after _you _created me, you didn't need me anymore. I've been left inside your mind for years! And now, it's your turn to be stuck in here."

Twilight tried to struggle out from her spell's magical grip, but to no avail.

"Oh, don't bother with magic. Those memories drained all that you have. Ha! I'll finally be the one in charge! After all these years! It's a bad feeling, being stuck in here. All I wanted was to be free. Free to live my own life. But you kept me trapped in here. You acted like I didn't even exist! Now, it's my turn."

"No! You can't blame me for that! I didn't even know you had a sentient mind!"

"Well, that doesn't change the fact that you forgot me and left me to rot!" other-Twilight exclaimed.

"Look, I wouldn't have done that if I had known. In fact, I probably wouldn't have even created you."

"Well you did, and there's no changing the past..." other-Twilight looked sadly at the ground. Twilight felt the magic grip loosen slightly.

"Now that I know you exist, I can't just let you be. If we can re-merge our consciousnesses, then we'd both be happy, right?"

other-Twilight looked up again, anger flaring in her eyes. Twilight felt the grip strengthen to an even higher level than it had been. "It's too late for that now. You made me suffer in here, and now it's your turn." Twilight felt a warm glow overcome her body. It felt inviting, like a soft, silky bed... She felt herself falling, and then the light faded from her eyes.

* * *

It was at that moment when Spike decided to answer. "Well, uh... I don't know exactly where the cave is, but we're pretty close to our old house, so I can probably show you from there." Rainbow Dash didn't respond, for she was still staring at the pegasus. "Rainbow Dash?" asked Spike, knocking on her head.

Rainbow blinked a few times, then shook her head. "Oh, uh, yeah, Twilight's old house... Heh, uh, where is it, exactly?"

"Oh, it's a couple blocks down that street over there. Twilight and her parents used to love this café down here."

Rainbow took one last look at the pegasus, then flew down the indicated street. "Okay, and... stop," said Spike. The house they stopped outside was a moderately-sized, three story building. "Okay, now down this street up here..." Rainbow flew down the street. "Or wait, was it over here?"

Eventually they made it to the outskirts of town, in front of a narrow dirt path leading up the mountainside. "Up here?" Rainbow Dash asked.

Spike's breathing was shaky. "Uh-huh." Rainbow Dash started flying up the mountain, parallel to the path. Soon the hustle and bustle of the city was far behind them, and the quiet mountain lay ahead.

The path leveled out onto a landing and a cliff face rose up behind it. "T-the cave was, uh, right over here," said Spike, hopping off of Rainbow Dash, giving the ground a quick kiss, then scampering over to a giant rock against the wall. "Uh, this wasn't here before."

"So, this is the cave?"

"Yep, this is it."

"And... how are we supposed to get in with this giant rock here?" Rainbow Dash peered at the rock, shaping it up.

"Well, as I said, this wasn't here before. Maybe we should go now? I doubt she's in there."

"Come on! Help me move this rock!" Rainbow Dash flew over and grabbed whatever she could of it, and, after a moments hesitation, as did Spike. They pulled and pulled but it wouldn't budge. "All right, let's try digging instead! You have claws, so you go ahead." Spike began to dig, while Rainbow Dash looked for a weak point on the rock. Spike wasn't making much progress, on account of how rocky the mountain was, and Rainbow wasn't succeeding in her aspect either.

Rainbow Dash sighed. "Fine, she isn't here. Let's go,"

"Rainbow? Are you sure you want to give up that easily? It's not like you," replied Spike, climbing out of his small hole.

"Well, your hole is going nowhere, and this stupid rock won't budge!" exclaimed Rainbow Dash, kicking the rock in frustration. To their surprise, this caused a purple forcefield to emanate from the point where she kicked. They both stared at it, open mouthed. After a moment of silence, Rainbow Dash said: "Well, maybe she is here..."

"...Yeah, maybe you're right," replied Spike, equally as stunned.

Just then, the rock was bathed in a purple light. It lifted from the ground and hovered out of the way of the cave. And out of the new opening, a purple unicorn exited.

"Twilight?"


	5. Chapter 4

Rainbow Dash stared with wide eyes at the pony standing in the cave entrance high above Canterlot before darting over to her.

"Twilight!" exclaimed Rainbow Dash, tackling her to the ground in a hug. After a moment's embrace, Rainbow stood up and extended a hoof to help Twilight as well. Twilight stared at it for a moment, then grasped it, and Rainbow pulled her to her hooves. "You know, I was worried about you. What the heck were you doing up here anyway?"

Twilight stared blankly at her. "Uh... Rainbow Dash?"

Rainbow Dash raised an eyebrow. "Uh, yeah. It's me. It's Rainbow Dash."

Twilight seemed to hesitate before responding. "Oh, uh... Yeah." Twilight looked past Rainbow. "And... Spike."

Spike had been standing awkwardly a few feet away. He grinned at Twilight seeing him and ran towards her, his eyes watering up the whole way. "Twilight!" He wrapped his arms around her and squeezed tightly. She merely stared down at him, and then awkwardly hugged him back.

Rainbow Dash let them hug for a moment, but she couldn't help but notice that Twilight seemed spaced out. "Hey, Twilight, are you okay? You seem... I don't know... out of it."

Twilight detached Spike and levitated him away. "No, I'm fine... I think I'm just a little tired."

Rainbow Dash smiled at her. "Trust me, I feel ya. You wanna stay in Canterlot for the night? Or do you just wanna catch a late train home?"

Twilight looked out over the bright city lights for a few seconds, taking in the spectacle of the city as the shops began to close for the night and the dots of light from the warm homes of many ponies began to go out, signaling the end of another beautiful late autumn day. She sighed. "Well, I guess we should head... home," said Twilight. "Everypony else would get worried."

"Yeah... Let's head down to the train station. Maybe you can tell me what happened on the way back." They walked in relative silence back down the tall mountain, and even as they walked through the city streets, Twilight remained quiet. She gazed uneasily around at all of the buildings that made up her hometown as if she had never seen them before. Finally, they arrived at the train station, and not a moment too soon, for the train was about to leave. The trio quickly paid for their tickets and hurried on board. Greeted by the welcoming warmth of the interior, they soon found an empty cabin.

They settled down with Spike on one seat and Rainbow Dash and Twilight next to each other, across from him. As Rainbow sank back into the comfy seat, she yawned. Her eyes suddenly felt heavy.

"What were you doing up there, Twilight?" asked Spike.

"Oh... Uh..." said Twilight in a tone of uncertainty. She looked around nervously.

Rainbow Dash yawned again. "Look, Spike, I know you want to know what happened, and so do I, but I think it can wait until morning. It's been a long day, after all. Right, Twilight?"

"...Yeah."

Rainbow Dash looked at Twilight and saw a hint of fright in her eyes.

"Hey, you don't have to worry about what happened ever again. Besides, if this happens again, you know I'll find you. Always," Rainbow Dash said softly.

But the fear in Twilight's eyes didn't go away, although it did ease a little. She sighed and turned away to look out the window. Rainbow Dash looked across the cabin and found Spike curled up and asleep. Her eyes began to droop again, and she let out a large yawn. Rainbow closed her eyes and let the soothing sound and feeling of the train rolling through Equestria lull her into a deep sleep.

* * *

Twilight awoke with a start, the memories of other-Twilight easing their way back into her mind. A deep darkness had enveloped the room in her sleep. She blinked. Once. Twice. Still, a darkness covered the room. "Okay, okay... A spell that stole all of my memories of it just hijacked my body, and now I'm trapped inside my mind... Inside my mind?!" Twilight frantically turned her head this way and that, but the blackness remained. "First things first, light," she said.

A simple spell later, the torches were relit. Glancing around, she found that the cave still had its one mirror and a door. The other door leading back through the cave seemed to have been locked as well.

"Maybe if I can get back out into the forest, I can get out of here. Although, this cave seemed to be her base of operations..." Still, Twilight tried again to open the door. But, once again, nothing worked. "Okay, that didn't work... I'll just have to see what I can do from here," Twilight said, looking around.

In the dimly lit cave, there didn't seem to be anything of use. As with the exit door, the side door heldfast as well; the mirror seemed to just be an ordinary mirror. _But other-Twilight walked straight out of it, so maybe there is something peculiar about it..._ thought Twilight. A glow of her horn later, she was scanning it for any sort of enchantment. When no results surfaced, Twilight gave an exasperated sigh and leaned back against the mirror.

Twilight's stomach lurched as she fell back into nothingness.

Twilight found herself on a train with Spike sitting across from her. "...Yeah," she found herself saying. She tried to scream out, to yell out, anything. But nothing happened. Twilight settled back into the seat, once again not of her volition. Rainbow Dash seemed to be sitting next to her.

Rainbow turned and looked at Twilight, worry in her eyes. "Hey, you don't have to worry about what happened ever again," said Rainbow. "Besides, if this happens again, you know I'll find you. Always."

It was clear now that Twilight was looking through other-Twilight's eyes. Through her own body's eyes... other-Twilight sighed and turned to look out the window. Unbeknownst to Rainbow Dash, she smiled wickedly.

"_I see you found the mirror," _Twilight heard in her mind. She figured it must have been other-Twilight. _"Of course, I wouldn't expect less from Princess Celestia's own _personal _protege," _mocked other-Twilight.

"_H-hey!"_

"_Hey, what? You know, since I'm in control now, I might have a little fun." _Twilight saw other-Twilight give a playful smile through the reflection in the window.

"_Like what kind of fun?"_

"_Well, Rainbow Dash _did_ come all the way out to Canterlot to save you..."_

"_R-Rainbow Dash?" _If Twilight could control her body, she would have felt a slight red tint come across her face.

"_Well, your mind is really quite boring, so I spent most of my time looking through your eyes—which, I might add, is also boring. The only thing that I actually liked were your interactions with Rainbow Dash. And now that I have control, and Rainbow Dash is here..." _

"_Y-you wouldn't!"_ Not that. Not with Rainbow Dash.

"_Oh, I would! Now, if you'll excuse me, I have to go. This pathetic little body of yours is already tired."_

"_No, wai—" _Too late, Twilight was thrown out of the mirror, where she landed roughly on the hard floor. She groaned as she attempted to stand, only to stumble and fall against the wall, where she was met with a dull pain in her shoulder. Twilight rubbed it sorely.

Suddenly, a small stream of white light passed through the entrance to the cave. It made its way across the room, towards the second door. Twilight could hear voices emanating from it. Voices of her friends, of Rainbow Dash's bullies, and of Rainbow Dash herself. The voices vanished as the smoky stream went right through the second door.

Twilight curiously made her way to the door. She put her ear up against it and listened hard, but to no avail. She still couldn't hear them.

Twilight's body tensed up as feelings of the pleasant warmth of her library, followed by the biting cold of Cloudsdale came over her body. She looked down to find another white stream floating through her. Twilight quickly backed away from the door and out of their path.

"Okay, so these are voices I've recently heard and feelings I've recently felt. Memories. That must be what they are. Short-term memories being converted to long-term memories..." As another one passed by, Twilight tried to grab hold of it with her magic, but nothing happened. it kept floating onwards to the second door. "And based on my experiences earlier with that door, I can only guess that it holds long-term memories. Hmm... Maybe if I can somehow get into that door, I can get my stolen memories back and learn about the spell more..."

Twilight took a deep breath, calming herself, steadying herself. She was going to get that door open, whether it wanted to or not. She crouched down and closed her eyes. Twilight soon found the familiar sense of power, of infinite possibilities rising up to her horn. With every ounce of her being, she focused on one thing, and one thing only. Getting that door open. All of her previous attempts had failed, but she was determined this one wouldn't.

Beads of sweat started to form on Twilight's forehead as she gathered all of the arcane energy she could get into her horn. She grunted as the sweat dripped down her face. Finally, she unleashed the gathered energy upon the door.

Nothing happened.

"Ugh!" Twilight yelled, stamping the ground in frustration. "I just want that stupid door to open!" Click. The door unlocked. "What?" She carefully went to investigate the door. Twilight cautiously tapped a hoof on the door. A clanging noise reverberated throughout the cave. Other than that, nothing unusual happened. "Hm... Maybe this is like a lucid dream. Maybe I can control things with my mind..." Twilight turned to face the wall and closed her eyes, concentrating on a soft bed. And lo and behold, one appeared. "Ha! It worked!" The white sheets looked ever so comfortable in comparison to the rest of the cave... "No. No, I have to get out of here and stop my spell."

Twilight turned back to the now unlocked door, which still had a constant stream of memories floating into it. She walked up to it, her heart beating feverishly against her chest. Twilight reached out her hoof to the door, and noticed that it was shaking. She closed her eyes, her breath held. And then Twilight swung open the door. She stood still, expecting something, anything to happen. Nothing did.

Twilight opened her eyes to see what was wrong. What she found was a blinding white light encasing her. She fell over as the light overwhelmed her.

* * *

Rainbow Dash blearily opened her eyes, taking in her surroundings. A pale light shone through the window. "Wh-where am I?" she mumbled, shifting a little and getting more comfortable on the soft pillow she was leaning on.

"On a train, in a train station," replied Twilight. Rainbow looked around and found that the soft pillow was actually Twilight's shoulder. She quickly sat up, her face flushing a tiny bit. "The Ponyville train station, in fact. Come on, we need to go. Spike already went ahead to get a bed ready for you. You're in no condition to fly back to your house tonight."

"How did he go ahead? Didn't we just get here?" Rainbow was sure he had fallen asleep soon after they got on.

"Simple. I teleported him back."

Rainbow Dash's weary mind took a moment to process that. "...Teleported him...? Wait, teleported him?" she asked, raising an eyebrow. "You always said it was too dangerous to teleport other ponies long distances alone."

Twilight hesitated for a moment, before replying. "Oh, I was just, uh... feeling extra confident tonight?"

"...Okay. I'm too tired to argue right now," Dash replied, yawning. "Tomorrow you'll tell me what happened, right?"

"...Right."

They heard the conductor open the carriage next to them, then shut it. They stood up just as he opened theirs. "Come on, we gotta schedule to keep here," he said, gruffly.

The pair walked back through the car and out into the chilly night air. Rainbow noticed Twilight shiver as they walked through the station. They continued to walk through the cold on their way to the library. Twilight's teeth chattered for a moment. _You know what? Twilight's been through a lot today. She doesn't need to be cold._ "H-hey. Come here."

Twilight raised an eyebrow.

"You're cold, right? Come here," Rainbow Dash said, lifting a wing.

"Thanks," said Twilight, snuggling up nice and close to Dash, who wrapped her wing around Twilight. They walked in silence in the clear night, the moon shining down upon them. Other ponies were likely in their house, under a nice warm blanket or in front of a roaring fire, but Rainbow wouldn't have given this moment up for the world. She blinked as she realized this fact. It wasn't just because Twilight was a friend, Rainbow couldn't have felt this with any other pony. It was special _because_ it was with Twilight.

Rainbow Dash smiled.

They were soon approaching the library, Twilight still snuggled next to Dash. Smoke rose out of the chimney, and through the window flickered an orange light. As they neared the door, Twilight opened it with her magic. The moment they walked in, Rainbow Dash was enveloped in the warmth of the fire. They continued on into the living room, where the fire was burning brightly. Spike sat by it, snoring gently. Twilight silently shushed her and they continued on up the stairs and into Twilight's room. Once the door was shut, Twilight said, "Okay, you can talk now. It's pretty soundproof up here."

Rainbow Dash suddenly realized her wing was still wrapped around Twilight, and she quickly retracted it and stepped away a little. "Heh, sorry about that. I didn't realize."

Twilight smiled. "It's okay. You were nice and warm."

Rainbow's face flushed. "U-Uh... Yeah, thanks. I... Thanks..." _Why am I blushing? I was just keeping her warm is all._

Twilight giggled and poked Dash on the nose. "All right, we should probably both get some sleep. The guest bedroom is down the hall on the right, and I assume you know where the bathroom is."

"Oh... Yeah, I guess I'll head down there now..." Rainbow Dash made for the door, but was stopped by Twilight's voice.

"Rainbow Dash?"

"Y-Yeah?" asked Dash, turning around.

"Thanks for rescuing me."

"No problem." Rainbow Dash smiled and walked out and down the hall. Once behind the closed door of the guest room, she sighed and fell against it. _What am I feeling about Twilight?_


End file.
